Conditions of SALE
GENERAL CONDITIONS OF
EXTENT
Every contract between Brands & Fashion nv.(
1. LOSS OR DAMAGE: In case of loss or damage all claims should be filed directly with Transportation Company, within 3 days.
2. PRICE: In the event of the price being increased whether by reason of commercial increases or the operation of foreign currency exchange controls after placement of the order by the Buyer the price ruling at the time of actual delivery shall apply. The provision of price lists by the Seller to the Buyer does not constitute an offer from the Seller to sell the products included in these price lists
3. ACCEPTANCE OF AN ORDER: Until an order placed by the Buyer has been explicitly accepted in writing by the Seller, the Seller has no obligation to accept the order and is always free to refuse any order requested. The acceptance of any order placed does not in any way oblige the Seller to accept any further orders that would be requested by the Buyer.
4. DELIVERY: The delivery date or time indicated are purely indicative. Exceeding the delivery date does not entitle the Buyer to any compensation or to terminate the contract.
5. TITLE (ROT): Legal and beneficial title to goods shall not pass to the Buyer until the full price (including the cost of delivery where appropriate and any interest charges in respect of or in relation to the goods) of the goods has been paid to the Seller.
6. SUSPENSION OF DELIVERY: Without prejudice to its other rights, the Seller may suspend or cancel any contract or stop any goods in transit if:
(i) Buyer becomes insolvent, in receivership, order to wind up business.
(ii) If any sums due under any contract between the Buyer and Seller is unpaid.
7. SPECIFICATION: Seller reserves the right to alter prices and/or specifications at any time without notice to the Buyer.
8. TRADEMARKS: The Buyer will not act in any way which might damage the trademarks, reputation or goodwill of the Seller. In respect of all advertising and promotional materials supplied free of charge, or for which a charge is made towards the costs thereof, such materials shall remain the property of the Seller, and the Buyer must not allow any other person to make any use thereof.
9. REPACK OR ALTER PACKAGING: The Buyer may not repack or alter the packaging in any way without agreement in writing from the Seller.
10. CLAIMS: All claims for errors relating to goods delivered by Seller to Buyer under this contract shall be made by Buyer within a period of fifteen (15) days after goods are delivered to Buyer. Failure to make any claim within fifteen (15) days shall constitute an irrevocable acceptance of the goods and an admission that they fully comply with all terms, conditions, and specifications of the contract. Unless the applicable law provides otherwise, the Seller's liability is limited to the proper execution of the delivery and, where necessary and possible, to the replacement of the goods.
11. LIABILITY: Except in the case of wilful misconduct or gross negligence, the Seller shall not be liable to the Buyer or any other person for any indirect, incidental, or consequential damages arising out of or relating to the contract. The Seller’s liability for direct damages shall in any case be limited to the amount of the invoice of the order giving rise to the liability.
12. PAYMENT: Buyer shall pay the price within thirty (30) days after the goods are shipped by Seller or in other terms only if specifically set forth on this invoice. Seller reserves the right to charge Buyer interest on past due balances or on payments made outside the specified terms. Buyer shall pay to the Seller all cost incurred in the collection of moneys overdue and unpaid.
13. RETURNS: Returns will not be accepted unless approved in writing prior to shipment to Sellers warehouse. Written approval will be a carton label to be supplied and initialled by the assigned salesperson.
14. ACCEPTANCE OF CONDITIONS BY THE BUYER: Acceptance of delivery of goods from the Seller to the Buyer shall be deemed automatic acceptance by the Buyer of the within Conditions.
15. JURISDICTION: The Contract between the Buyer and the Seller shall be deemed to have been made in Belgium and the proper law district for the determination of all disputes shall be the jurisdiction of Belgium at the Courts of Mechelen, Belgium.
